Avalon Pharmaceuticals Receives Extension of Time to Comply with NASDAQ Deficiency Notice
23 12월 2008 - 6:23AM
Business Wire
Avalon Pharmaceuticals, Inc. (Nasdaq: AVRX), today announced that
on December 18, 2008, it received a letter from The NASDAQ Stock
Market, LLC notifying the Company that it had been granted an
extension of time for compliance with NASDAQ Marketplace Rule
4450(a)(3). The Company previously announced on November 25, 2008,
that it had received a Deficiency Notice from NASDAQ notifying the
Company that it is not in compliance with NASDAQ Marketplace
Rule�4450(a)(3) because the Company�s stockholders� equity, as
reported in the Company�s Quarterly Report on Form 10-Q for the
period ended September�30, 2008, did not meet the minimum of
$10�million required for continued listing on The NASDAQ Global
Market. Under the terms of the extension letter, on or before March
5, 2009, the Company must complete its previously announced
proposed merger with an indirect wholly-owned subsidiary of
Clinical Data, Inc. Alternatively, prior to its next periodic
filing with the Securities and Exchange Commission, the Company
must furnish to the SEC and NASDAQ a publicly available report
disclosing, among other requirements, (1) a description of the
completed transaction or event that enabled the Company to satisfy
NASDAQ�s stockholders� equity requirement for continued listing or
a balance sheet no older than 60 days with pro forma adjustments
for any significant transactions or event occurring on or before
the report date that evidences compliance with the stockholders�
equity requirement, and (2) that NASDAQ will continue to monitor
the Company�s ongoing compliance with the stockholders� equity
requirement and, if at the time of its next periodic report the
Company does not evidence compliance, that it may be subject to
delisting. In addition, the extension letter states that if the
Company is not able to evidence compliance with Marketplace Rule
4310(c) for listing on The NASDAQ Capital Market by March 5, 2009,
the NASDAQ staff will be unable to provide any additional time to
regain compliance with the stockholders� equity requirement and
will issue the Company a Staff Delisting Determination letter. In
the event the Company receives notice that its common stock is
being delisted from The NASDAQ Global Market, the NASDAQ
Marketplace Rules permit the Company to appeal the delisting to a
NASDAQ Listing Qualifications Panel. Alternatively, NASDAQ may
permit the Company to transfer its common stock to The NASDAQ
Capital Market if it satisfies the requirements for inclusion on
that market. The extension letter and the original Deficiency
Notice have no immediate effect on the NASDAQ listing or trading of
the Company�s common stock. About Avalon Pharmaceuticals Avalon is
a biopharmaceutical company focused on the discovery, development
and commercialization of first-in-class cancer therapeutics.
Important Information for Investors and Stockholders Avalon and
Clinical Data will file a joint definitive proxy
statement/prospectus with the SEC in connection with the proposed
merger. Investors and stockholders are urged to read the joint
definitive proxy statement/prospectus when it becomes available and
any other relevant documents filed by either party with the SEC
because they will contain important information. Investors and
stockholders will be able to obtain the joint definitive proxy
statement/prospectus and other documents filed with the SEC free of
charge at the website maintained by the SEC at www.sec.gov. In
addition, documents filed with the SEC by Avalon will be available
free of charge on the portion of the Avalon website titled
�Investors� at www.avalonrx.com. Documents filed with the SEC by
Clinical Data will be available free of charge on the portion of
the Clinical Data website titled �Investors� at www.clda.com.
Clinical Data, Avalon and their directors and executive officers
may be deemed to be participants in the solicitation of proxies
from Avalon stockholders. Information regarding Clinical Data�s
participants is available in Clinical Data�s Annual Report on Form
10-K for the year ended March 31, 2008 and its proxy statement for
its 2008 Annual Meeting of stockholders, which are filed with the
SEC. Information regarding Avalon�s participants is available in
Avalon�s Annual Report on Form 10-K for the year ended December�31,
2007 and the proxy statement for its 2008 Annual Meeting of
stockholders, which are filed with the SEC. Additional information
regarding interests of such participants will be included in the
joint definitive proxy statement/prospectus that will be filed with
the SEC. You can obtain free copies of these documents from
Clinical Data and Avalon as indicated above. Forward Looking
Statements This announcement may contain forward-looking statements
that involve risks and uncertainties. Such statements are based on
certain assumptions and actual results could differ materially from
those currently anticipated as a result of a number of factors,
risks and uncertainties. The information in this Release should be
read in conjunction with the Risk Factors set forth in our 2007
Annual Report on Form 10-K and updates contained in subsequent
filings Avalon makes with the SEC.
Avalon (NASDAQ:AVRX)
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Avalon (NASDAQ:AVRX)
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